How Will Dundee Precious Metals Transform After Adriatic Takeover?
Dundee Precious Metals has received court sanction for its recommended acquisition of Adriatic Metals, paving the way for a scheme of arrangement expected to take effect on 3 September 2025. The transaction will result in Adriatic shares being cancelled and DPM’s listing on the ASX as a foreign exempt entity.
- High Court of Justice sanctions scheme of arrangement for acquisition
- Adriatic shareholders approve takeover in August meetings
- Effective date set for 3 September 2025, subject to court order delivery
- Adriatic shares and CDIs to be cancelled post-effective date
- DPM granted conditional ASX Foreign Exempt Listing approval
Court Sanction Clears Path for Acquisition
On 1 September 2025, Dundee Precious Metals Inc. (DPM) announced that the High Court of Justice in England and Wales has sanctioned the scheme of arrangement under which it will acquire Adriatic Metals Plc. This legal approval follows the earlier endorsement by Adriatic shareholders at meetings held on 13 August, marking a critical milestone in the takeover process.
The scheme, governed by Part 26 of the UK Companies Act 2006, is expected to become effective on 3 September 2025, pending delivery of the court order to the Registrar of Companies. Once effective, Adriatic’s ordinary shares and CHESS Depositary Interests (CDIs) will be cancelled, ending their validity as documents of title.
Shareholder Approval and Timetable Updates
Adriatic shareholders overwhelmingly supported the acquisition, approving both the scheme and the special resolution required to implement it. Trading in Adriatic CDIs on the ASX was suspended on 28 August 2025, with the suspension of Adriatic shares on the London Stock Exchange (LSE) now scheduled for 7, 30 a.m. on 2 September, a slight adjustment from the previously announced 6, 00 a.m. timing.
The cancellation of listings on both the ASX and LSE is expected to occur on 4 September 2025, subject to the scheme becoming effective. These timetable changes reflect the procedural steps necessary to ensure a smooth transition as the acquisition completes.
ASX Listing Approval and Future Prospects
DPM has received conditional approval for admission to the ASX official list as a Foreign Exempt Listing, a status that allows it to be listed without meeting all domestic listing requirements. The official quotation of DPM’s CHESS Depositary Interests on the ASX will be announced following completion of the acquisition.
This move positions DPM to consolidate its presence in the precious metals sector, leveraging Adriatic’s assets and operations. The acquisition is expected to create synergies and expand DPM’s footprint across multiple jurisdictions, including Bosnia and Herzegovina, Serbia, Bulgaria, and Ecuador.
Regulatory and Legal Considerations
The announcement also highlights the complex regulatory landscape surrounding the acquisition, including jurisdictional restrictions affecting shareholders in the United States, Australia, New Zealand, and other regions. Legal advisers from multiple jurisdictions have been engaged to navigate these challenges, ensuring compliance with applicable laws and regulations.
Investors are reminded that forward-looking statements in the announcement carry inherent risks and uncertainties, including market conditions, regulatory approvals, and operational factors that could impact the anticipated benefits of the acquisition.
Bottom Line?
With court approval secured and ASX listing on the horizon, all eyes now turn to the effective date and the integration journey ahead.
Questions in the middle?
- How will DPM integrate Adriatic’s operations across diverse geopolitical regions?
- What are the anticipated cost synergies and how soon might they materialize?
- Could regulatory or market conditions delay the effective date or listing process?